PIVOTAL SOFTWARE ON-DEMAND END USER LICENSE AGREEMENT
IMPORTANT: PLEASE READ THIS AGREEMENT CAREFULLY BEFORE INSTALLING OR USING THE 
SOFTWARE IN YOUR MICROSOFT AZURE ("AZURE") ACCOUNT. BY SIGNING THIS DOCUMENT, 
YOU ACCEPT AND AGREE TO BE BOUND BY THE TERMS AND CONDITIONS IN THIS END USER 
LICENSE AGREEMENT ("ON-DEMAND EULA"). PIVOTAL GRANTS YOU ACCESS TO THE SOFTWARE 
ONLY IF YOU ACCEPT THE TERMS AND CONDITIONS OF THIS ON-DEMAND EULA. IF YOU ARE 
ENTERING INTO THIS ON-DEMAND EULA ON BEHALF OF A COMPANY OR OTHER LEGAL ENTITY, 
YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO BIND SUCH ENTITY TO THIS ON-DEMAND 
EULA, IN WHICH CASE THE TERMS "YOU," OR "YOUR" SHALL REFER TO SUCH ENTITY. IF 
YOU DO NOT HAVE SUCH AUTHORITY, OR IF YOU DO NOT AGREE WITH THESE TERMS AND 
CONDITIONS, YOU MAY NOT ACCESS OR USE THE SOFTWARE. 
This On-Demand EULA is an agreement to license Software between you (the 
individual and any company for which you acting, and your permitted successors 
and assigns) and Pivotal (meaning (a) Pivotal Software, Inc., if you are 
located in the United States; (b) the local Pivotal sales subsidiary, if you 
are located in a country outside the United States in which Pivotal has a local 
sales subsidiary; or (c) Pivotal Software International, if you are located in 
a country outside the United States in which Pivotal does not have a local 
sales subsidiary (in each case, referred to herein as "Pivotal").) In the event 
you have separately procured Pivotal Software from Pivotal (or its 
Distributor), you agree that notwithstanding any other signed or accepted 
licensing terms previously agreed to, that these terms govern for purposes of 
deployment through the Microsoft Azure Marketplace. 
1. GRANT AND USE RIGHTS FOR SOFTWARE
   1.1 Consumption License Grant. Subject to your compliance with the terms and 
conditions of this On-Demand EULA, the Microsoft Azure Agreements, Pivotal 
grants you a non-exclusive, non-transferable, consumption-based license, 
without rights to sublicense, to use Software and Documentation, and related 
On-Demand Support Services, during the Consumption Period, in the Territory, 
for internal business operations only and solely on the Microsoft Azure 
Services as limited herein (including limitations of time and resources), until 
terminated in accordance with Section 8. 
   1.2. License Restrictions. You must not, and must not allow any third party 
to: (a) use the Software on any infrastructure other than Microsoft Azure; (b) 
use the Software or the Microsoft Azure Services to avoid incurring fees or 
exceeding limitations agreed to in an Order; (c) use the Software in an 
application services provider, service bureau, or similar capacity; (d) 
disclose to any third party the results of any benchmark testing or comparative 
or competitive analyses of the Software without Pivotal's prior written 
approval; (e) except as otherwise expressly permitted by Pivotal, make the 
Software available for access or use to any third party; (f) transfer or 
sublicense the Software or Documentation (other than to an Affiliate, subject 
to Pivotal's prior written approval); (g) use the Software in conflict with 
this On-Demand EULA; (h) except as permitted by applicable mandatory law or 
third party license, copy, modify, translate, enhance, or create derivative 
works from the Software, or reverse assemble or disassemble, reverse engineer, 
decompile or otherwise attempt to derive source code from the Software; (i) 
remove any copyright or other proprietary notices on or in the Software; or (j) 
violate or circumvent any technological restrictions within the Software or as 
otherwise specified in this On-Demand EULA.
   1.3. Open Source Software. OSS is licensed to you under the applicable OSS 
license terms (a) located in the open_source_licenses.txt file included in or 
along with the Software, or the corresponding source files available at 
network.pivotal.io/open-source, and/or (b) available by sending a written 
request, with your name and address, to: Pivotal Software, Inc., Open Source 
Files Request, Attn: General Counsel, 875 Howard Street, 5th Floor, San 
Francisco, CA 94103. This offer to obtain a copy of the licenses/source files 
is valid for three (3) years from the date you first acquired access to 
Software. You are responsible for complying with all applicable OSS terms and 
conditions, which shall take precedence over this On-Demand EULA, solely with 
respect to such OSS.
2. OWNERSHIP OF SOFTWARE AND RIGHTS TO FEEDBACK
   2.1. Ownership of Software. We and our licensors own and retain all right, 
title and interest in and to the Software, including all improvements, 
enhancements, modifications and derivative works thereof, all Intellectual 
Property Rights therein, and all rights not expressly granted to you in this 
On-Demand EULA. This includes any information that we collect and analyze in 
connection with the Software, such as usage patterns, user feedback and other 
information to improve and evolve our products and services offerings. Your 
rights to use the Software are limited to those expressly granted in this 
On-Demand EULA. No other rights with respect to the Software or any related 
Intellectual Property Rights are implied.
   2.2 Feedback. If you provide comments, suggestions or other feedback to us 
regarding the Software or Pivotal's technology or business (the "Feedback"), 
you agree that we will be free to use any Feedback you provide for any purpose. 
You hereby grant to us a non-exclusive, perpetual, irrevocable, royalty-free, 
transferable, worldwide right and license, with the right to grant and 
authorize sublicenses, to use, reproduce, perform, display, disclose, 
distribute, modify, prepare derivative works of and otherwise use the Feedback 
without restriction in any manner now known or in the future conceived and to 
make, use, sell, offer to sell, import and export any product or service that 
incorporates or is based in whole or in part on the Feedback.
3. YOUR CONTENT
   3.1. Access to your Content. You are solely responsible for your Content. 
The Software may perform operations on, and distribute, your Content. You and 
your authorized Users retain all of your respective rights, title and interest 
in and to your Content. Our rights to access and use your Content are limited 
to those expressly granted in this On-Demand EULA. You are responsible for 
installation, configuration and secure connectivity to the Software and 
Microsoft Azure Services.
   3.2. Security. You are responsible for protecting the security of your 
Content, including any access you might provide to your Content by your 
employees, customers or other third parties. You will properly configure and 
use the Software so that it is suitable for your use. You will take and 
maintain appropriate security, protection and backup for your Content, which 
may include the use of encryption technology to protect Content from 
unauthorized access. You will protect the privacy of any of your Users' data 
(including by implementation of a privacy policy that complies with applicable 
law), provide any necessary notices to your Users, and obtain any 
legally-required consents from your Users concerning your use of the Software. 
You are responsible for complying with any laws or regulations that might apply 
to the your Content and you understand that the Software is not intended for 
data regulated by the Health Insurance Portability and Accountability Act 
("HIPAA"). You are responsible for any consequences if your Content is 
inadvertently exposed or lost and you have not encrypted, backed up or 
otherwise taken steps required by the relevant laws or regulations to protect 
your Content. Pivotal will use commercially reasonable efforts to notify you, 
taking into account any applicable law, regulation, or governmental request.
4. ACCEPTABLE USE
   4.1. Content Restrictions. You will not, and you will take steps to ensure 
that your authorized Users do not post Content that:
      4.1.1. may create a risk of harm, loss, physical or mental injury, 
emotional distress, death, disability, disfigurement, or physical or mental 
illness to an authorized User, or any other person or entity;
      4.1.2. may create a risk of any other loss or damage to any person or 
property, including viruses and similar elements;
      4.1.3. may constitute a violation of the Microsoft Azure Agreements;
      4.1.4. may constitute or contribute to a crime or tort;
      4.1.5. contains any information or content that is unlawful, harmful, 
abusive, racially or ethnically offensive, defamatory, infringing, invasive of 
personal privacy or publicity rights, harassing, humiliating to other people 
(publicly or otherwise), libelous, threatening, or otherwise objectionable; 
      4.1.6. contains any information or content that is illegal, or in 
violation of applicable data privacy and protection laws, rules and 
regulations; or
      4.1.7. contains any information or content that you do not have a right 
to make available under any law or under contractual or fiduciary relationships 
(collectively, "Acceptable Use"). 
   4.2. You represent and warrant that the Content does not and will not 
violate third-party rights of any kind, including without limitation any 
Intellectual Property Rights, and rights of publicity and privacy. You shall 
ensure that your use of the Service Offering complies at all times with your 
privacy policies and all applicable local, state, federal and international 
laws and regulations, including any encryption requirements.
   4.3. Violations of Acceptable Use. If you become aware that any of your 
Content or your User's use of your Content violates this On-Demand EULA or the 
Microsoft Azure Agreements, you shall immediately suspend or remove the 
applicable Content or suspend access the User's access. If you fail to do so, 
we may ask you to do so. If you fail to comply with our request, we may suspend 
your account or disable the applicable Content until you comply with our 
request.
5. ON-DEMAND SUPPORT SERVICES
   5.1. Scope. Pivotal will make reasonable efforts to provide you with 
On-Demand Support Services, as modified from time to time, as described here: 
https://pivotal.io/support/offerings#ondemand. Pivotal may collect, use, store 
and transmit technical and related information about Your Software use, 
including server internet protocol address, hardware identification, operating 
system, application software, peripheral hardware, and Software usage 
statistics, to facilitate the provisioning of On-Demand Support Services. 
Customer is responsible for obtaining all consents required to enable Pivotal 
to exercise its confidentiality rights, in compliance with applicable law. 
   5.2. Software Lifecycle. Pivotal shall provide On-Demand Support Services in 
accordance with the Support Lifecycle Policy set forth here: 
https://pivotal.io/support/lifecycle_policy.
   5.3. Exclusions. (a) Support Services do not cover problems caused by the 
following:  (i) unusual external physical factors such as inclement weather 
conditions that cause electrical or electromagnetic stress or a failure of 
electric power, air conditioning or humidity control; neglect; misuse; 
operation of the Software with other media not in accordance with the 
manufacturer's specifications; or causes other than ordinary use; (ii) use of 
the Software that deviates from any operating procedures as specified in the 
Documentation; (iii) third party products, other than the interface of the 
Software with the third party products; (iv) modified code; (v) issues relating 
to Software offered as a Service ("SaaS"), or other "X"aaS offerings; (vi) any 
customized deliverables, including diagnostic tools, created by Pivotal, 
Pivotal partners or third-party service providers specifically for You as part 
of consulting services; (vii); use of the Software with unsupported tools 
(i.e., Java Development Kit (JDK); Java Runtime Environment (JRE)), APIs, 
interfaces or data formats other than those included with the Software and 
supported as set forth in the Documentation. You may request assistance from 
Pivotal for such problems, for an additional fee. (b) In the event that Pivotal 
suspects that a reported problem may be related to modified code, Pivotal, may, 
in its sole discretion, (i) request that the modified code be removed, and/or 
(ii) inform You that additional assistance may be obtained by You directly from 
various product discussion forums or by engaging Pivotal's consulting services 
group for an additional fee.
6. PAYMENT AND TAXES
   6.1. Terms. You shall pay to Microsoft Azure all fees and Taxes in the 
amount, currency and through the process specified at the time you purchase a 
license to the Software or as described in the Microsoft Azure Marketplace for 
access to the Software and Microsoft Azure 
Services in accordance with the Microsoft Agreements and Order. You shall pay 
all fees by the due date applicable to your Consumption License. We are not 
required to provide any fee-bearing Software or On-Demand Support Services to 
you until you provide all information we require for processing your request. 
Except as expressly set forth in this On-Demand EULA, fees are non-refundable. 
We may suspend use or access to the Software while any payment is delinquent by 
fourteen (14) days, and delete your account after thirty (30) days of 
non-payment.
   6.2. Refund. Except as set forth in Section 9, fees you pay are 
nonrefundable, and in no event will Pivotal be liable for any refund of fees 
for access to Microsoft Azure Services (which are solely at Microsoft Azure's 
discretion).
   6.3. Taxes. Fees are exclusive of indirect taxes, and you shall pay or 
reimburse Microsoft (on behalf of Pivotal) for all fees and taxes arising out 
of transactions contemplated by this On-Demand EULA. You may not withhold any 
portion of payments due under this On-Demand EULA. You hereby confirm that we 
can rely on the name and address you provide to use when you sign up for the 
Microsoft Azure Marketplace or in connection with your payment method as being 
the place of supply for sales tax and income tax purposes or as being the place 
of supply for VAT purposes where you have established your business.
7. TERM AND TERMINATION; SUSPENSION
   7.1. Term. This On-Demand EULA and your access to the Software will commence 
when you deploy the Software through the Microsoft Azure Marketplace  and are 
presented with these terms or, if earlier, when you use any of the Software 
(the "Effective Date"), and will be effective through the Consumption Term, 
unless terminated earlier as permitted under this Section 8.
   7.2. Termination
      7.2.1. Termination for Cause. We may terminate this On-Demand EULA 
effective immediately if: (a) we determine, in our sole discretion, if you have 
breached any of the provisions of this On-Demand EULA; (b) you breach a 
provision of this On-Demand EULA that is not capable of being cured; (c) you 
breach any provision of this On-Demand EULA that is capable of being cured and 
do not cure the breach within thirty (30) days after receiving an email 
identifying the breach from us; or (d) any payment is delinquent by thirty (30) 
days from the due date.
      7.2.2. Termination for Insolvency. We may terminate this On-Demand EULA 
effective immediately upon sending you an email notification of termination if 
you: (a) terminate or suspend your business; (b) become insolvent, admit in 
writing your inability to pay your debts as they mature, make an assignment for 
the benefit of creditors; (c) become subject to control of a trustee, receiver 
or similar authority; or (d) become subject to any bankruptcy or insolvency 
proceeding.
      7.2.3. Termination for Convenience. You may terminate this On-Demand EULA 
at any time by cancelling your authorized account. If you have paid us any 
prepaid fees, and are entitled to a refund as set forth in the applicable 
payment terms, we will refund you on a pro-rata basis any unused fees for the 
Software only. In no event will Pivotal provide, or be liable for, any refund 
of fees paid by you for access to Microsoft Azure Services.
      7.2.4. Survival. All provisions of this On-Demand EULA will survive any 
termination or expiration if by its nature and context it is intended to 
survive. Except as expressly provided in Termination for Convenience, 
termination of the On-Demand EULA will not entitle you to any refunds, credits, 
or exchanges, and you will be liable for all monthly billing fees for the 
remainder of the Consumption Term after termination, as well as all usage and 
other fees incurred up to the termination date.
   7.3. Suspension
      7.3.1. General. We may suspend your use of the Software if we determine 
in our sole discretion:
         7.3.1.1. payment for the Software is delinquent by fourteen (14) days 
from the date on which payment is due; 
         7.3.1.2. you or your use of the Software is in breach of this 
On-Demand EULA or the Microsoft Azure Agreements, including violation of 
Acceptable Use requirements;
         7.3.1.3. your use of the Software poses a security risk to the 
Software, Microsoft Azure Services or other users of the Software or Microsoft 
Azure Services, or interferes with, disrupts, damages, or accesses in an 
unauthorized manner the servers, networks, or other properties or services of 
any third party including Pivotal, Microsoft Corporation, or any mobile 
communications carrier; or 
         7.3.1.4. suspension is required pursuant to our receipt of a subpoena, 
court order or other request by a law enforcement agency.
   7.4. Effect of Termination or Suspension. Upon the termination or suspension 
of this On-Demand EULA for any reason: (a) all rights granted to you under this 
On-Demand EULA, including your ability to access any of your Content, will 
immediately terminate; and (b) you must promptly discontinue all access or use 
of the Software and delete or destroy any of our Confidential Information, 
including by removing the Software from your Microsoft Azure account. You will 
remain responsible for all fees incurred before or during the termination or 
suspension.
   7.5. Suspension or Termination by Microsoft. The Microsoft Azure Agreements 
may allow Microsoft to suspend and terminate your Microsoft Azure Service, in 
which case your Software use and access rights under this On-Demand EULA will 
also terminate, and you will not be entitled to any refund.
8. USE OF MICROSOFT AZURE MARKETPLACE AND MICROSOFT AZURE SERVICES. You will 
comply with the Microsoft Azure Agreements and are responsible for your Users 
and all use of the Software and Microsoft Azure, and Pivotal is not responsible 
for any aspect of Microsoft Azure.
9. INDEMNIFICATION. You agree to indemnify, defend, release, and hold Pivotal, 
its parents, subsidiaries, affiliates, officers, directors, agents, partners, 
employees and licensors harmless from any Claims, liabilities, demands, losses, 
damages, costs, expenses and fees (including reasonable attorneys' fees) that 
such parties may incur as a result of or arising from: (1) your (or anyone 
using your account, computer or Software) access to or use of the Software or 
violation or breach of this On-Demand EULA; (2) your Content; (3) any 
infringement or misappropriation of any Intellectual Property Rights by you, 
your customers or your suppliers; (c) violation of laws, rules, regulations, or 
breach of this On-Demand EULA by you; or (4) your use of any third party 
content. We will (i) provide you with notice of such Claim within a reasonable 
period of time after learning of the Claim; and (ii) reasonably cooperate in 
response to your requests for assistance (subject to your reimbursement of our 
costs and expenses). Pivotal reserves the right to assume the exclusive defense 
and control of any matter otherwise subject to indemnification by you and, in 
such case, you agree to cooperate with Pivotal's defense of such Claim, and in 
no event may you agree to any settlement affecting Pivotal without Pivotal's 
written consent.
10. DISCLAIMER OF WARRANTY. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, 
PIVOTAL AND ITS DISTRIBUTORS PROVIDE THE SOFTWARE AND ON-DEMAND SUPPORT 
SERVICES WITHOUT ANY WARRANTIES OF ANY KIND, EXPRESS, IMPLIED, STATUTORY, OR IN 
ANY OTHER PROVISION OF THIS ON-DEMAND EULA OR COMMUNICATION WITH YOU, AND 
PIVOTAL AND ITS DISTRIBUTORS SPECIFICALLY DISCLAIM ANY IMPLIED WARRANTIES OR 
CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, 
NON-INFRINGEMENT, TITLE, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR 
COURSE OF PERFORMANCE REGARDING OR RELATING TO THE SOFTWARE AND ON-DEMAND 
SUPPORT SERVICES, THE DOCUMENTATION, OR ANY MATERIALS FURNISHED OR PROVIDED TO 
YOU UNDER THIS On-Demand EULA. PIVOTAL AND ITS DISTRIBUTORS DO NOT WARRANT THAT 
THE SOFTWARE OR ON-DEMAND SUPPORT SERVICES WILL OPERATE UNINTERRUPTED, OR THAT 
THEY WILL BE FREE FROM DEFECTS OR THAT THE SOFTWARE OR ON-DEMAND SUPPORT 
SERVICES WILL MEET (OR IS DESIGNED TO MEET) YOUR BUSINESS REQUIREMENTS.
11. LIMITATION OF LIABILITY. TO THE MAXIMUM EXTENT MANDATED BY LAW, IN NO EVENT 
SHALL PIVOTAL OR ITS DISTRIBUTORS BE LIABLE FOR ANY LOST PROFITS OR BUSINESS 
OPPORTUNITIES, LOSS OF USE, LOSS OF REVENUE, LOSS OF GOODWILL, BUSINESS 
INTERRUPTION, LOSS OF DATA, INABILITY TO USE THE SOFTWARE OR ON-DEMAND SUPPORT 
SERVICES, INCLUDING AS A RESULT OF ANY 
TERMINATION/SUSPENSION/DISCONTINUATION/MODIFICATION OR SUSPENSION OF THIS  
ON-DEMAND EULA, ON-DEMAND SUPPORT SERVICES OR THE MICROSOFT AZURE SERVICES, OR 
ANY OTHER INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES UNDER ANY 
THEORY OF LIABILITY, WHETHER BASED IN CONTRACT, TORT, NEGLIGENCE, PRODUCT 
LIABILITY OR OTHERWISE. PIVOTAL'S AND ITS DISTRIBUTORS' LIABILITY UNDER THIS 
ON-DEMAND EULA SHALL NOT, IN ANY EVENT, EXCEED FEES YOU PAID FOR THE SOFTWARE 
UNDER THIS ON-DEMAND EULA. THE FOREGOING LIMITATIONS SHALL APPLY REGARDLESS OF 
WHETHER PIVOTAL OR ITS DISTRIBUTORS HAVE BEEN ADVISED OF THE POSSIBILITY OF 
SUCH DAMAGES AND REGARDLESS OF WHETHER ANY REMEDY FAILS OF ITS ESSENTIAL 
PURPOSE. YOU MAY NOT BRING A CLAIM UNDER THIS ON-DEMAND EULA MORE THAN EIGHTEEN 
(18) MONTHS AFTER (i) THE END OF THE CONSUMPTION PERIOD, AND (ii) THE CLAIM 
FIRST ARISES FOR ALL OTHER CLAIMS.
12. CONFIDENTIALITY. You may (a) use Confidential Information only for 
exercising rights and performing obligations in connection with this On-Demand 
EULA; and (b) protect from disclosure any Confidential Information disclosed by 
Pivotal or a period commencing upon the disclosure date until 3 years 
thereafter. Notwithstanding the foregoing, either party may disclose 
Confidential Information: (i) to an Affiliate to fulfill its obligations or 
exercise its rights under this On-Demand EULA so long as such Affiliate agrees 
to comply with these restrictions in writing; and (ii) if required by law or 
regulatory authorities provided the receiving party has given the disclosing 
party prompt notice before disclosure. Pivotal shall not be responsible for 
unauthorized disclosure of your data stored within Software arising from a data 
security breach. You are solely responsible for all obligations to comply with 
laws applicable to your Software access or use, including without limitation 
any personal data processing. Pivotal may collect, use, store and transmit 
technical and related information about your Software use, including server 
internet protocol address, hardware identification, operating system, 
application software, peripheral hardware, and Software usage statistics, to 
facilitate the provisioning of updates, support, invoicing, and online 
services. You are responsible for obtaining all consents required to enable 
Pivotal to exercise its confidentiality rights, in compliance with applicable 
law.
13. EXPORT AND TRADE COMPLIANCE. The Software and any technology delivered in 
connection therewith may be subject to governmental restrictions on exports 
from the U.S., restrictions on exports from other countries in which such 
technology may be provided or located, disclosures of technology to foreign 
persons, exports from abroad of derivative products thereof, and the 
importation and/or use of such technology included therein outside of the 
United States (collectively, "Export Laws"). Diversion contrary to Export Laws 
is expressly prohibited. You shall, at your sole expense, comply with all 
Export Laws, including without limitation all licensing, authorization, 
documentation and reporting requirements and export policies made available to 
you by Pivotal. You represent that you are not a Restricted Party, which shall 
be deemed to include any person or entity: (a) located in or a national of 
Cuba, Iran, North Korea, Sudan, Syria, Crimea, or any other countries that may, 
from time to time, become subject to sanctions or with which U.S. persons are 
generally prohibited from engaging in financial transactions; (b) on any 
restricted party or entity list maintained by any U.S. governmental agency; or 
(c) any person or entity involved in an activity restricted by any U.S. 
government agency. Certain information or technology may be subject to the 
International Traffic in Arms Regulations and shall only be exported, 
transferred or released to foreign nationals inside or outside the United 
States in compliance with such regulations.
14. GENERAL. This On-Demand EULA is governed by California law. You hereby 
expressly consents to the personal jurisdiction of either the California courts 
or the United States District Courts located in the State of California and 
agrees that any action relating to or arising out of this On-Demand EULA be 
instituted and prosecuted only in the Superior Court of the County of San 
Francisco or the United States District Court for the Northern District of 
California. The U.N. Convention on Contracts for the International Sale of 
Goods does not apply. You shall comply with all applicable laws and regulations 
and diversion contrary to such laws is expressly prohibited. Except to the 
extent expressly set forth to the contrary in this On-Demand EULA, this 
On-Demand EULA is not intended to confer upon any person other than the parties 
hereto any rights or remedies. The parties are independent contractors. In the 
event that Pivotal is prevented from performing or is unable to perform any of 
its obligations under this On-Demand EULA due to any Act of God, fire, 
casualty, flood, earthquake, war, strike, lockout, epidemic, destruction of 
production facilities, riot, insurrection, material unavailability, 
unavailability or interruption of telecommunications equipment or networks, or 
any other cause beyond the reasonable control of Pivotal, Pivotal shall give 
written notice to you, Pivotal's performance shall be excused, and the time for 
the performance shall be extended for the period of delay or inability to 
perform due to such occurrences. This On-Demand EULA is the complete statement 
of the parties' agreement with regard to the subject matter hereof and may be 
modified only by written agreement. You shall not assign or transfer any rights 
under this On-Demand EULA or delegate any of your duties hereunder, by 
operation of law or otherwise, without Pivotal's prior written consent, and any 
such action in violation of this provision, is null and void, and of no force, 
and a breach of this On-Demand EULA. Pivotal may assign or transfer this 
On-Demand EULA to any successors-in-interest to all or substantially all of the 
business or assets of Pivotal whether by merger, reorganization, asset sale or 
otherwise, or to any Pivotal Affiliates, and this On-Demand EULA shall inure to 
the benefit of and be binding upon the respective permitted successors and 
assigns. Pivotal may use Pivotal Affiliates or other sufficiently qualified 
subcontractors to provide On-Demand Support Services, provided that Pivotal 
remains responsible for performance thereof. If any part of this On-Demand EULA 
or an Order is held unenforceable, the validity of the remaining provisions 
shall not be affected. In the event of conflict or inconsistency among the 
On-Demand EULA or the Order, the  On-Demand EULA shall control.
15. DEFINITIONS.
   15.1. "Affiliate" means a legal entity controlled by, controls, or is under 
common control of Pivotal or you, with "control" meaning more than fifty (50%) 
of the voting power or ownership interests then outstanding of that entity.
   15.2. "Azure" means the cloud computing platform hosted by Microsoft Azure 
Services and provided to you.
   15.3. "Microsoft Azure Agreements" means any terms and conditions of your 
Order and subscription to Microsoft Azure Services and the Microsoft Azure 
Marketplace, including any related website and service terms.
   15.4. "Claim(s)" means any third party claim, notice, demand, action, 
proceeding, litigation, investigation or judgment. With respect to Software, 
such Claim must be related to your access to or use of the Software during the 
Consumption Period (or renewal thereof).
   15.5. "Confidential Information" means the terms of this On-Demand EULA, 
Software, and all confidential and proprietary information of Pivotal or you, 
including without limitation, all business plans, product plans, financial 
information, software, designs, and technical, business and financial data of 
any nature whatsoever, provided that such information is marked or designated 
in writing as "confidential," "proprietary," or with a similar term or 
designation. Confidential Information does not include information that is (a) 
rightfully in the receiving party's possession without prior obligation of 
confidentiality from the disclosing party; (b) a matter of public knowledge (or 
becomes a matter of public knowledge other than through breach of 
confidentiality by the other party); (c)rightfully furnished to the receiving 
party by a third party without confidentiality restriction; or (d) 
independently developed by the receiving party without reference to the 
disclosing party's Confidential Information.
   15.6. "Consumption License" means (a) access to Software and Documentation 
subject to the licensing terms and restrictions set forth in this On-Demand 
EULA, and the Order; and (b) On-Demand Support Services, on a "when and if 
available" basis, all during the Consumption Period.
   15.7. "Consumption Period" means the period starting on the Effective Date 
and continues for the period that you are current on payment in accordance with 
Section 7 for access to the Software.
   15.8. "Content" means any and all applications, files, information, 
materials, data, software, or other content uploaded to, stored, published or 
displayed through the Software.
   15.9. "Distributor" means a reseller, distributor, system integrator, 
service provider, independent software vendor, value-added reseller, OEM or 
other partner authorized by Pivotal to license Software to end users, and any 
third party duly authorized by a Distributor to license Software to end users.
   15.10. "Documentation" means documentation provided to you by Pivotal with 
Software, as revised by Pivotal from time to time.
   15.11. "Intellectual Property Rights" means all worldwide intellectual 
property rights, including, without limitation,"patents, utility models, rights 
to inventions, copyright and related rights, trademarks and service marks, 
trade names and domain names, rights in get-up, goodwill and the right to sue 
for passing off or unfair competition, rights in designs, rights in computer 
software, database rights, rights to preserve the confidentiality of 
information (including know-how and trade secrets) and any other intellectual 
property rights, including all applications for (and rights to apply for and be 
granted), renewals or extensions of, and rights to claim priority from, such 
rights and all similar or equivalent rights or forms of protection which 
subsist or will subsist, now or in the future, in any part of the world.
   15.12. "On Demand Support Services" means services described at: 
http://pivotal.io/support/offerings#OnDemand 
   15.13. "Open Source Software" or "OSS" means software components licensed 
under a license approved by the Open Source Initiative or similar open source 
or freeware license and included in, embedded in, utilized by, provided or 
distributed with Software.
   15.14. "Order" means the Microsoft Azure ordering document (including a 
registration webpage) pursuant to which you obtain access to the Software.
   15.15. "Software" means Pivotal computer programs that you procure from the 
Microsoft Azure Marketplace or you upload to your Microsoft Azure account 
pursuant to a separate Consumption License with Pivotal. 
   15.16. "Taxes" means any sales, use, gross receipts, business and 
occupation, and other taxes (other than taxes on our NET income), export and 
import fees, customs duties and similar charges imposed by any government or 
other authority. 
   15.17. "Territory" means the country or countries in which you have been 
invoiced.
   15.18. "Third Party Agent" means your employees or contractors delivering 
information technology services to you pursuant to a written contract requiring 
compliance with this On-Demand EULA.
   15.19. "User" means the individual or entity that uses or accesses the 
Software through your account.